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HomeMy WebLinkAbout5.1048 Original ContractEXponenr June 8, 2010 William Bloor City of Port Angeles P.O. Box 1150 321 E. 5th Street Port Angeles, WA 98362 Subject: Risk Assessment Services Project No. BE03079.005 Dear Mr. Bloor: BE03079 005 5.IO'tZS Exponent 15375 SE 30th Place Scare 250 13ellcvuc, WA 98007 telephone 4 5 1 9 -8 EicStnttle 4 2 5 5 1 9 -8 799 www.exponent.com Thank you for retaining Exponent for technical services related to the above referenced matter. This letter presents our current understanding of the scope of services sought and terms of the engagement. Exponent will summarize the key issues in the EPA draft report entitled "EPA's Reanalysis of Key Issues Related to Dioxin Toxicity and Response to NAS Comments" (EPA /600 /R- 10 /038A). This review will focus on issues of most relevance for the City of Port Angeles. We expect that the changes to the EPA cancer slope factor and, to some extent, the non cancer reference dose will be adopted by Ecology for the calculation of the MTCA cleanup levels and calculated risks for dioxins. We will thus provide a brief overview of the focus of the report, identify the new slope factor /reference dose, briefly summarize the basis of changes, compare these values to that is currently being used by Ecology, and describe /show the effect on Ecology soil cleanup levels and on risk calculations relevant to the City (e.g., on seafood consumption risks calculated in the recent Ecology harbor -wide risk assessment). I estimate a not to exceed limit of $3,000 to provide this summary. Exponent's services will be provided on a time and expense basis. Charges will include professional fees (commensurate with the level of expertise of the personnel assigned to the project), equipment usage fees, and other out -of- pocket expenses according to our Schedule of Rates Charges, a copy of which is enclosed and made a part hereof by reference. Exponent's services are provided only in accordance with our Terms and Conditions of Agreement, a copy of which is enclosed and made a part hereof by reference. It is our understanding that Exponent's retention on this project is solely with your organization and all charges (i.e., fees and expenses) incurred by Exponent on this project will be the responsibility of City of Port Angeles, independent of other parties /payees involved. If our understanding is not correct and your organization is not responsible for these charges, please have the responsible party sign this letter to signify that the terms are acceptable and Exponent is authorized to commence work as described herein. If invoices should be mailed to an address other than the one above, please provide that information with the signed letter. Based on the information you have provided, we have performed a conflict -of- interest check for the following parties: City of Port Angeles Washington Department Of Ecology Using this information, Exponent has determined that it does not currently have a conflict that would preclude us from assisting you in this matter. Please inform me as soon as possible if this list of parties is inaccurate or incomplete, or if other parties become involved as this matter proceeds. Please indicate your understanding and acceptance of the terms of retention by signing and returning a copy of this letter. If you have any questions or require additional information, please do not hesitate to contact me at (425) 519 -8768. We look forward to working with you. Sincerely, ..":„.2. 7 0.1.„.. Authorized Signatu'1`e Joyce S. Tsuji, Ph.D., DABT, Fellow ATS Principal Enclosures (2) cc: M. Garry, Ph.D. BE03079 005 Accepted by: Kent Myers Name and Title y Manager City of Port Angeles Organization June 8, 2010 Date Exponent° TERMS AND CONDITIONS OF AGREEMENT CHARGES Work performed under a fixed -price arrangement will be billed at the agreed fixed amount Work performed on a time- and expenses basis will be charged in accordance with the most current Consulting Services Schedule of Rates Charges of Exponent Any unusual work not specifically covered by that schedule will be charged at a rate mutually determined to be reasonable in relation to the type of work to be performed At the discretion of Exponent, a suitable retainer may be required from the client in advance Such an amount will be held by Exponent until the final invoice is prepared, at which time the client's account will be reconciled Evidence storage and disposal after closure of Exponent's case file will be the responsibility of the client Upon the client's request, Exponent may agree to provide temporary storage space for a reasonable fee, which the client agrees to pay monthly upon presentation of an invoice from Exponent Taxes will be charged where applicable PAYMENT Invoices are typically rendered monthly or in accordance with the agreed upon payment schedule, and are due upon receipt Outstanding balances past due over 30 days are subject to a delinquency charge until paid Exponent, without liability, may withhold delivery of reports and other data, and may suspend performance of its obligations to the client, pending full payment of all charges Exponent reserves the right to decline further work with any client delinquent in payment of charges due to Exponent for previous work, until such balances are paid in full EXECUTION OF SCOPE OF SERVICES Exponent will work in accordance with generally accepted professional engineering practice No other warranty, express or implied, is made concerning work performed under the agreement, including Exponent's findings, recommendations, specifications, or professional advice Exponent will diligently proceed with the contracted work and report to the client in a timely manner, except for delays occasioned by factors beyond Exponent's control, by factors that were not reasonably foreseeable, or by factors initiated by the client Work under the agreement will be terminated upon receipt by Exponent of written notice from the client, except that Exponent may complete such analyses, records, and reports as are reasonably necessary to adequately document the work performed through termination Charges for such work will be kept to a reasonable minimum, not exceeding 10% of total charges incurred through the date of termination Work under a fixed -price agreement that is terminated before completion will be billed on a percentage of completion basis for effort expended up to the receipt of client's written notice of termination Work under the agreement may be terminated by Exponent only for just cause This includes, but is not limited to development of a material conflict of interest, judicially required participation in onerous discovery or other legal process outside the intended scope of the work, or the presence of circumstances beyond Exponent's control, such as natural disasters or government intervention Exponent, unless other specific arrangements are made, will maintain its technical files for 30 days after the final payment is received and the case file is closed Financial records will be retained according to I R S requirements, but not less than one year after the case file is closed MISCELLANEOUS The client assumes full and complete responsibility for all uses and applications of Exponent's recommendations, or work under this agreement, or failure to use recommendations or work, and agrees to indemnify and hold harmless Exponent, its affiliates, officers, directors, employees, agents, and stockholders against any and all liability, damages, losses, claims, demands, actions, causes of action, and costs including attorney's fees and expenses resulting from the death or injury to any person or damage to any property or any other alleged or actual damages resulting from the aforementioned use, application, or nonuse of Exponent's recommendations or work under this agreement The client agrees that in no event shall Exponent, its affiliates, officers, directors, employees, agents, or stockholders be liable for any incidental or consequential damages, direct or indirect, arising from Exponent's services under this agreement Exponent will hold in strictest confidence all proprietary information and trade secrets of the client to which it may be given access Unless otherwise expressly agreed in writing, all reports, recommendations, procedures, and other information provided to the client under this agreement shall be joint property of the client and Exponent, and may be used without restriction by either However, unless otherwise expressly agreed in writing, Exponent shall retain exclusive rights to all proprietary information, technologies, trade secrets, inventions, or patentable ideas developed during the performance of this agreement In any litigation involving the client in which Exponent is compelled by subpoena or court order to testify at a deposition or judicial proceeding, or to produce documents regarding work performed by Exponent, the client agrees to compensate Exponent, at its prevailing hourly rate, for all time spent by Exponent in responding to such legal process, including all time spent in prepanng for such testimony The client also agrees to pay Exponent's reasonable attorney's fees and expenses included in connection with the foregoing In the event of any such subpoena or court order, Exponent will promptly notify the client to enable the client to object to any such testimony or production of documents In the event of a lawsuit between the client and Exponent under this agreement, such lawsuit shall be filed and tried only in a court of competent jurisdiction within San Francisco County, California California law shall apply to any such proceeding The prevailing party in any action shall recover from the losing party its reasonable attorney's fees and costs of suit incurred in addition to any other relief granted Revision 050715 Exponent' PROFESSIONAL FEES The staff of Exponent comprises highly qualified professionals both employees and consultants Exponent charges its clients for services provided according to the skill level of the individual assigned to the client's project For billing purposes, Exponent provides the following staff classifications that designate relative experience, training, and accomplishment within a technical field together with the range of standard hourly fees charged for their services Principal /Officer Senior Manager Manager Senior Engineer/ Scientist/Associate Engineer /Scientist/ Associate Technical /Research Specialist Technical /Research Assistant Administrative/ Non technical Assistant CONSULTING SERVICES SCHEDULE OF RATES CHARGES Senior -level technical or management person, responsible for technical direction or general management or administration of the Firm Senior technical professional providing high -level or individual consulting assignments, or overall technical direction of projects, may have management responsibility for a technical field within the Firm Senior technical professional providing high -level or individual consulting assignments or overall technical direction of projects Experienced technical professional skilled in planning, organizing, controlling, and executing complex, higher -order projects or assignments Trained /degreed professional responsible for executing technical assignments in support of client projects Personnel experienced in instrumentation, programmer testing, library science, or the development or execution of research methodologies in support of technical /engmeenng projects Laboratory, data processing, engineering- graphics, engineering technician or other personnel responsible for the execution of specialized tasks in support of technical engineering projects Personnel who assist technical staff in various administrative non technical areas, including scheduling, report productions, communications, logistics, and project support $275 00 —$600 00 $225 00 —$450 00 $175 00 —$375 00 $150 00 —$275 00 $125 00 —$250 00 100 00 —$195 00 60 00 —$140 00 60 00 —$130 00 The above hourly rates represent the professional fees charged by Exponent for work performed within the continental United States A rate is established for each employee within his /her classification, based on that person's individual qualifications and experience These rates are modified annually on or about January 1, or otherwise at the discretion of Exponent For projects conducted outside the continental United States, premium rates may be applied to adjust for cost -of- living differentials Premium rates may also be applied when, at the client's request, work is to be accomplished in such a way as to increase costs to Exponent This may occur due to schedule constraints or planned inefficiencies Premium rates for this work shall be no less than 15% greater than the hourly rates quoted above Payment is required in U S dollars within thirty (30) days after receipt of invoice, or interest charges may be applied FIXED -PRICE SERVICES When the services required or the character of the final work product are sufficiently defined, Exponent may provide such services or deliverables on a fixed -price basis SPECIAL PROJECTS Specialized software, methodologies, services, or technical products developed by Exponent will be charged at rates that reflect development costs and equivalent technical value Specific prices and terms of agreement will be provided upon request EQUIPMENT CHARGES Technical equipment may be used both in -house and in the field to assist Exponent personnel in their work An hourly access fee is charged for selected equipment, for which examples are the scanning electron microscope and the Materials Test System OTHER PROJECT EXPENSES Air travel is charged at the most effective fare basis for the project involved and is invoiced to the client at Exponent's cost Exponent personnel below the principal classification charge coach fares per Exponent's policy Local mileage is charged in accordance with I R S guidelines Some project expenses requiring administrative processing are charged at cost plus fifteen percent (15 These may include (but are not necessarily limited to) meals, materials, equipment, outside laboratory tests, outside computer charges, special printing and reproduction, shipping charges, special fees, or supplemental insurance Consumable materials may be charged in some instances on an applied rate rather than an incurred cost basis Professional expenses related to legal discovery requirements brought about by Exponent's services will be charged at the above rates Revision 20100203